Terms of Service

1. Acceptance of Terms

Welcome to InspectKit. These Terms of Service ("Terms") constitute a binding legal agreement between you and InspectKit ("Company," "we," "us," or "our") regarding your use of the InspectKit fire inspection software platform and related services (collectively, the "Service").

By creating an account, accessing, or using the Service, you agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms. In that case, "you" and "your" shall refer to such entity.

If you do not agree to these Terms, you may not access or use the Service.

2. Definitions

• "Account" means the account you create to access the Service.
• "Authorized Users" means your employees, contractors, or agents who are authorized to use the Service under your subscription.
• "Customer Data" means all data, including inspection records, customer information, photos, and reports, that you or your Authorized Users submit to or generate using the Service.
• "Documentation" means the user guides, help files, and other materials we make available regarding the Service.
• "Subscription Term" means the period during which you have paid for access to the Service.

3. The Service

3.1 Service Description

InspectKit is a cloud-based software platform designed for fire protection professionals to manage inspections, generate reports, and maintain compliance documentation. The Service includes web and mobile applications with offline capability, automated report generation, digital signature capture, and customer portal access.

3.2 Service Modifications

We reserve the right to modify, suspend, or discontinue the Service (or any part thereof) at any time. We will provide reasonable notice of material changes that negatively affect your use of the Service.

3.3 Offline Functionality

The Service includes offline capability. Data entered while offline will sync when connectivity is restored. We are not responsible for data loss resulting from device failure, improper use of offline features, or failure to sync before device changes.

4. Account Registration

4.1 Account Requirements

To use the Service, you must create an Account. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate.

4.2 Account Security

You are responsible for maintaining the confidentiality of your Account credentials and for all activities that occur under your Account. You agree to notify us immediately of any unauthorized use of your Account.

4.3 User Limits

Your subscription plan specifies the number of Authorized Users permitted. You may not exceed this limit without upgrading your plan or paying applicable fees.

5. Subscription and Payments

5.1 Fees and Billing

Subscription fees are billed annually in advance at the rates specified in your order form or on our pricing page. All fees are stated in U.S. dollars and are non-refundable except as expressly stated herein.

5.2 Taxes

Fees do not include taxes. You are responsible for paying all applicable taxes, except for taxes based on our net income.

5.3 Auto-Renewal

Subscriptions automatically renew for successive one-year terms unless you provide written notice of non-renewal at least thirty (30) days before the end of the current Subscription Term.

5.4 Price Changes

We may adjust pricing upon sixty (60) days' prior notice. Price changes will take effect at the beginning of your next renewal period.

5.5 Late Payment

If payment is not received within fifteen (15) days of the due date, we may suspend your access to the Service until payment is received. Overdue amounts accrue interest at 1.5% per month or the maximum rate permitted by law, whichever is lower.

6. License and Restrictions

6.1 License Grant

Subject to your compliance with these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Service during the Subscription Term for your internal business purposes.

6.2 Usage Restrictions

You agree not to:

• Sublicense, sell, resell, transfer, or distribute the Service or access thereto;
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Service;
• Modify, adapt, or create derivative works based on the Service;
• Use the Service to build a competing product or service;
• Access the Service for competitive benchmarking or analysis;
• Exceed the user limits specified in your subscription plan;
• Use the Service in violation of any applicable law or regulation;
• Transmit viruses, malware, or other harmful code through the Service;
• Interfere with or disrupt the integrity or performance of the Service.

7. Customer Data

7.1 Data Ownership

You retain all right, title, and interest in and to your Customer Data. We do not claim ownership of Customer Data.

7.2 License to Customer Data

You grant us a non-exclusive, worldwide license to host, copy, transmit, display, and process your Customer Data solely as necessary to provide the Service and as described in our Privacy Policy.

7.3 Aggregated Data

We may use aggregated, anonymized, or de-identified data derived from your use of the Service for analytics, service improvement, and industry benchmarking, provided such data cannot identify you, your Authorized Users, or your customers.

7.4 Data Security

We implement commercially reasonable technical and organizational measures to protect Customer Data. However, no method of transmission or storage is 100% secure, and we cannot guarantee absolute security.

7.5 Data Backup

We perform regular backups of Customer Data. However, you are responsible for maintaining your own backup copies of critical data.

8. Intellectual Property

8.1 Our Intellectual Property

The Service, including all software, designs, text, graphics, and other content (excluding Customer Data), is owned by InspectKit or its licensors and is protected by copyright, trademark, and other intellectual property laws. We retain all right, title, and interest in the Service.

8.2 Feedback

If you provide suggestions, ideas, or feedback regarding the Service ("Feedback"), you grant us a perpetual, irrevocable, royalty-free license to use and incorporate such Feedback into the Service without obligation to you.

9. NFPA Code References

Users should verify all code requirements against official NFPA publications. NFPA codes are copyrighted by the National Fire Protection Association. Any certification or compliance statements generated by the Service are made solely by the user, not by InspectKit or NFPA.

The NFPA disclaims liability for any personal injury, property, or other damages of any nature whatsoever, whether special, indirect, consequential, or compensatory, directly or indirectly resulting from the publication, use of, or reliance on NFPA Standards.

10. Service Level Agreement

10.1 Uptime Commitment

We commit to 99.9% Service Availability, measured monthly. "Service Availability" means the Service is accessible and functional for online operations.

10.2 Exclusions

The uptime commitment excludes:

• Scheduled maintenance (with reasonable advance notice);
• Emergency maintenance to address security issues;
• Factors outside our reasonable control (force majeure);
• Your equipment, software, or network connections;
• Third-party services or APIs.

10.3 Service Credits

If Service Availability falls below 99.9% in a calendar month, you may request a service credit equal to 10% of that month's prorated subscription fee. Service credits are your sole remedy for downtime and may not exceed one month's fees.

11. Disclaimers

ALL INSPECTION RESULTS, COMPLIANCE ASSESSMENTS, AND PROFESSIONAL JUDGMENTS DOCUMENTED IN THE SERVICE ARE MADE SOLELY BY THE LICENSED FIRE PROTECTION PROFESSIONAL USING THE SOFTWARE. INSPECTKIT MAKES NO REPRESENTATIONS REGARDING THE ACCURACY, COMPLETENESS, OR LEGAL ADEQUACY OF ANY INSPECTION REPORT GENERATED USING THE SERVICE.

USERS ARE SOLELY RESPONSIBLE FOR ENSURING THEIR INSPECTION PRACTICES COMPLY WITH ALL APPLICABLE NFPA CODES, LOCAL FIRE CODES, AND REGULATORY REQUIREMENTS.

11.1 General Disclaimer

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

11.2 No Guarantee

WE DO NOT WARRANT THAT:

• THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE;
• THE SERVICE WILL MEET YOUR SPECIFIC REQUIREMENTS;
• DEFECTS WILL BE CORRECTED;
• USE OF THE SERVICE GUARANTEES COMPLIANCE WITH ANY FIRE CODES, NFPA STANDARDS, OR REGULATORY REQUIREMENTS.

12. Limitation of Liability

12.1 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, INSPECTKIT'S TOTAL AGGREGATE LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNTS PAID BY YOU TO INSPECTKIT IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

12.2 Exclusion of Damages

IN NO EVENT SHALL INSPECTKIT BE LIABLE FOR ANY:

• INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES;
• LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL;
• COST OF PROCUREMENT OF SUBSTITUTE SERVICES;
• DAMAGES RESULTING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DATA;

EVEN IF INSPECTKIT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

12.3 Basis of the Bargain

The limitations in this section reflect the allocation of risk between the parties and are an essential basis of the bargain between us. The Service would not be provided without these limitations.

13. Indemnification

13.1 Your Indemnification

You agree to indemnify, defend, and hold harmless InspectKit and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

• Your use of the Service;
• Your violation of these Terms;
• Your inspection services or reports generated using the Service;
• Any third-party claim related to your Customer Data;
• Your violation of any applicable law or regulation;
• Any claim that your use of the Service infringes a third party's rights.

13.2 Our Indemnification

We agree to indemnify and defend you from third-party claims alleging that the Service, as provided by us, infringes such third party's intellectual property rights, provided you promptly notify us of such claim and cooperate in its defense. This indemnification does not apply to claims arising from your modifications to the Service, combination with non-InspectKit products, or use in violation of these Terms.

14. Termination

14.1 Termination for Cause

Either party may terminate these Terms if the other party materially breaches these Terms and fails to cure such breach within thirty (30) days after receiving written notice.

14.2 Termination for Convenience

You may cancel your subscription at any time by providing written notice. Cancellation takes effect at the end of your current Subscription Term. No refunds are provided for early termination.

14.3 Termination for Non-Payment

We may terminate your access immediately if payment is more than thirty (30) days overdue.

14.4 Effect of Termination

Upon termination:

• Your right to access the Service immediately ceases;
• You remain liable for all fees incurred through the termination date;
• Sections that by their nature should survive (including Sections 7.1, 8, 11, 12, 13, 15, and 16) will survive termination.

14.5 Data Retrieval

Upon termination, we will maintain your Customer Data for sixty (60) days, during which you may export your data using our standard export tools. After this period, we may delete your Customer Data in accordance with our data retention policies. We recommend exporting your data before termination.

15. Dispute Resolution

15.1 Informal Resolution

Before initiating formal dispute resolution, you agree to contact us at [email protected] and attempt to resolve the dispute informally for at least thirty (30) days.

15.2 Binding Arbitration

Any dispute arising from or relating to these Terms or the Service that cannot be resolved informally shall be resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. Arbitration shall take place in Indianapolis, Indiana, or another mutually agreed location.

15.3 Class Action Waiver

YOU AND INSPECTKIT AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

15.4 Opt-Out

You may opt out of the arbitration and class action waiver provisions by sending written notice to [email protected] within thirty (30) days of creating your Account. The notice must include your name, Account email, and a clear statement that you wish to opt out.

15.5 Small Claims Exception

Either party may bring qualifying claims in small claims court.

16. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Indiana, without regard to its conflict of laws principles. Any litigation not subject to arbitration shall be brought exclusively in the state or federal courts located in Marion County, Indiana, and each party consents to the personal jurisdiction of such courts.

17. General Provisions

17.1 Entire Agreement

These Terms, together with our Privacy Policy and any order forms, constitute the entire agreement between you and InspectKit regarding the Service and supersede all prior agreements and understandings.

17.2 Severability

If any provision of these Terms is held invalid or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall continue in full force and effect.

17.3 Waiver

Our failure to enforce any provision of these Terms shall not constitute a waiver of such provision or any other provision.

17.4 Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of our assets.

17.5 Notices

Notices to you may be sent to the email address associated with your Account. Notices to us must be sent to [email protected] or by mail to InspectKit, Indianapolis, Indiana.

17.6 Force Majeure

Neither party shall be liable for delays or failures in performance resulting from causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

17.7 Modifications to Terms

We may modify these Terms at any time. For material changes, we will provide at least thirty (30) days' notice via email to the address associated with your Account. Your continued use of the Service after such notice constitutes acceptance of the modified Terms.

18. Contact Information

If you have questions about these Terms, please contact us:

• Email: [email protected]
• General Inquiries: [email protected]
• Phone: (812) 302-3285

By using InspectKit, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.